Washington, D.C. – Olsen Palmer is pleased to announce that Clayton Bank and American City Bank (collectively “the Clayton Banks”) have been acquired by FirstBank, wholly-owned subsidiary of FB Financial Corporation (“FB”, NASDAQ: FBK), for approximately $330.1 million.

Olsen Palmer LLC served as exclusive financial advisor to Clayton HC, Inc., parent company of the Clayton Banks.

Pursuant to the terms of the deal, as originally agreed to on February 8, 2017 and subsequently adjusted on May 26, 2017, FirstBank acquired the Clayton Banks for consideration comprised of 1,521,200 shares of FB common stock, $184.2 million in cash, a pre-closing special dividend of $79.5 million, a distribution of certain assets of $4.8 million, and a cash distribution of $9.3 million related to the seller’s S-corporation tax liabilities for the period through closing.

The Clayton Banks – 18 branches, total assets of $1.2 billion – were wholly-owned by Clayton HC, Inc. which is 98% owned by Jim Clayton, Chairman and Chief Executive Officer. FirstBank had $3.2 billion in assets and 45 branches across 3 states.

In terms of transaction value, this deal ranks as the #1 largest deal in Tennessee in 15 years and one of the 20 largest bank M&A transactions in the U.S. in 2017, according to SNL Financial.

Olsen Palmer, the #1 bank M&A advisor in Tennessee, has now advised on over $600 million in total completed bank M&A transaction value over the past 36 months.

If you have any questions or would like additional information, please feel free to contact 202-627-2043 or colsen@olsenpalmer.com.